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Memorandum of Understanding
for the
CTA Design Study
1 CTA Consortium
A group of institutes know as the CTA Consortium - where CTA stands for “Cherenkov
Telescope Array” - intends to design, construct and operate a next-generation facility for groundbased very high energy gamma ray astronomy, providing- a sensitivity improvement compared to current instruments such as H.E.S.S., MAGIC or
VERITAS of approximately one order of magnitude in the TeV energy range- enlarged energy range, both towards lower energies and towards higher energies- improved angular resolution- enhanced flexibility of operation- full-sky coverage
CTA will address astrophysical questions such as acceleration and propagation of high-energy
particles in the Universe, as well as issues of fundamental physics and cosmology.
The CTA Consortium aims at providing arrays of Imaging Atmospheric Cherenkov Telescopes(IACTs) located at a Northern and a Southern site. The Southern site will explore the wealth ofsources in the central region of our Galaxy and the richness of their morphological features. Boththe Northern and the Southern site will study extragalactic objects, addressing questions such as
AGN physics and cosmological galaxy and star formation and evolution. As far as appropriate,
identical technology will be used for all telescopes.
These goals are endorsed in the European astroparticle physics roadmap as prepared in thecontext of the Eranet ASPERA, and in astrophysics roadmap prepared in the context of theEranet ASTRONET. The European Strategy Forum on Research Infrastructures (ESFRI) lists
CTA its 2008 update of the Roadmap for pan-European research infrastructures, making CTA
eligible to participate in the next FP7 call concerning the Preparatory Phase of new Research
Infrastructures.
CTA will be operated as an observatory open to scientific community, providing appropriate
tools for data access as well as integration into the Virtual Observatory.
While the core of the CTA Consortium is currently formed by the institutes involved in the
H.E.S.S. and MAGIC projects, it is intended to enlarge the Consortium toward construction of
CTA and to involve additional members of the astrophysics, astroparticle physics and particle
physics communities in particular. Close cooperation and open exchange with related efforts
elsewhere, such as in the United States, is intended, working towards a world-wide cooperation.
The acronym “CTA” shall cover the design phase of the instrument, but may be replaced by adifferent name for the full-scale final installation.

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1.1

Scope of the MoU: the CTA Design Study

Scope of this Memorandum of Understanding is the CTA Design Study, which involves- detailed study of expected science performance of the CTA array- optimization of the CTA IACT array(s) on the basis of simulation studies- design of the telescopes- study of the infrastructure required to operate the CTA array- study and exploration of potential sites- design and initial implementation of tools to handle observation requests, scheduleobservations, to process the data and to provide efficient access to data
- investigation of options concerning the legal status and funding of CTA, in close interaction
with the bodies coordinating Astrophysics and Astroparticle Physics in Europe, in particularwith ASPERAWork performed in the context of the MoU should in particular prepare for a successful
participation in next FP7 call concerning the Preparatory Phase for new science infrastructures aswell as in the Joint Call to be launched by ASPERA, and should serve to establish or strengthenties between the various scientific and technical groups involved in the project.
The label “CTA” shall exclusively refer to work performed in the context of the Work Packages
as defined in this MoU.
1.2

Beyond the CTA Design Study

The construction, commissioning and operation of CTA prototypes as well as of the full
instrument will be subject of an extension of this agreement, as will be the transition phasebetween the operation of current instruments by CTA Consortium Parties. In this transition phase,
it is envisioned to merge the existing H.E.S.S. and MAGIC collaborations under a single
framework.
2 Parties of MoU
The Parties shall be the institutes of the CTA Consortium, either individually as groups, and/or
the funding agencies supporting these institutes, either as Regular Parties or as AssociatedParties. The Parties of the MoU and their representatives are listed in Appendix A.
2.1

Regular Parties

Regular Parties are institutes, groups of institutes, or agencies committing at significant level to
the CTA Design Study, with a threshold of one scientist/engineer FTE per year invested in CTAspecific tasks as defined in the work plans of the Work Packages, or equivalent financial
contributions. Additional Regular Parties can be accepted by the Consortium Board. RegularParties have full voting rights in the governance structure of the Consortium.
2.2

Associated Parties and Associated Members

Additional Parties may join the CTA Consortium as institutional Associated Parties, after
approval by the Consortium Board, with observer status in the Collaboration Board but without
voting rights.
In addition, individuals may join the Design Study as Associated Members, after approval by theConsortium Board.

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Associated Parties and Associated Members are not formally Parties of the MoU, but agree in
writing to respect the conditions defined in the MoU.
3 Organization of CTA Consortium
The organizational structure of the CTA Consortium includes the following entities- the Consortium Board (CB) is the forum for decision- and policy-making- the Executive Board (EB) is the primary body for directing the execution of the CTA design
study and for direct coordination between work packages- the CTA Spokesperson, Deputy Spokesperson(s) and Project Coordinator(s) have the overall
responsibility for managing the CTA Design Study, together with the EB- the Work Packages (WPs) conduct specific tasks in the context of the CTA design study
Plenary meetings have a prominent role with the aim to involve all Consortium members in thedecision-making process and to ensure transparency.
Two additional boards are foreseen for interaction with the community at large, and with thefunding agencies and science organizations:- An Advisory Board of external advisors will assist in guiding the project and in reviews in
preparation for decision milestones.
- A Resource Board will be composed of representatives of the organizations or funding
agencies to which the Parties are associated, or/and of country representatives from within
CTA. The Resource Board may not be required in the initial stage of the CTA Design Study
and will be established as appropriate in interaction with ASPERA/ApPEC and, whereappropriate, ASTRONET.
3.1

Consortium Board (CB)

Concerning all scientific matters and organizational issues, the CTA Consortium is governed by
the CB. The CB represents the ultimate internal authority in the CTA Consortium. It is the bodythrough which all major decisions are endorsed. The CB is composed of one representative fromeach institute representing a Regular Party, with voting right. Spokesperson, Deputy
Spokesperson(s) and Project Coordinator(s) participate as ex-officio members, without voting
right. The ex-officio members cannot at the same time represent a Party. Each Associated Party
may send one observer into the Board.
The CB elects its chairperson among its members. The CB defines election procedures, and all
details of the organization which are not addressed in this document, and which will be specified
as a separate governance document.
In particular, the CB- addresses issues of Consortium membership- appoints the CTA Spokesperson, Deputy Spokesperson(s) and Project Coordinator(s) and the
EB members- prepares funding strategies and other joint initiatives- establishes publication policies.
The CB will usually meet twice per year.

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The CB shall strive to decide by consensus, but on specific issues votes may be required. Voting
procedures in the CB shall take the relative contributions of Parties into account. Initially, votes
will be weighted by the number FTE contributed to the CTA Design Study by a given Party.
Financial contributions should be factored in once known. Details will be specified in a separate
governance document
3.2

Executive Board

The Executive Board (EB) will guide and oversee the design of CTA and the progress towards
the construction of prototypes. Decisions which go beyond the scope of individual WPs will be
discussed in the EB, and, depending on the scope and urgency of the issue, be decided or brought
forward to the CB (see also 3.5). The EB will serve to coordinate between WPs, will monitor the
progress of the WPs and interface issues between WPs, and identify possible problems. The EB
will also schedule and coordinate the use of common resources, and deal with technical andadministrative issues arising in this context.
The EB includes the Spokesperson, the Deputy Spokesperson(s), the Project Coordinator(s), theChair of the CB, the WP Coordinators and additional members chosen to ensure an overallbalance and competence in the complete EB. The EB should strive to decide by consensus; if noconsensus is reached, decisions are taken by a majority vote, with the Spokesperson casting thedecisive vote in case of a tie.
The EB is chaired by the Spokesperson. It will meet regularly and frequently, either in person or
using remote-conferencing tools. Minutes of meeting of the EB are open to all members of theCB.
3.3

Spokesperson, Deputy Spokesperson and Project Coordinator

The CTA Design Study is managed by the Spokesperson, the Deputy Spokesperson(s), and the
Project Coordinator(s), together with the EB.
The Spokesperson shall be appointed by the CB. He/she represents the collaboration and serves
as a contact person to the outside, and is in charge of the overall internal management of the
project, assisted by the Deputy Spokesperson(s) and the Project Coordinator(s), in interaction
with the EB.
The CB shall also, in agreement with the Spokesperson, appoint the Deputy Spokesperson(s).
The sharing of tasks between the Spokesperson and the Deputy Spokesperson(s) is arranged
between them. Tasks assigned in this document to the Spokesperson may be delegated to the
Deputy Spokesperson(s), or, in special cases, to a third person.
The Project Coordinator(s) assist the Spokespersons in the overall management of the Design
Study. Responsibilities of the Project Coordinator(s) include the common project construction
guidelines, the technical integration of all components, the overall project schedule and themonitoring of project milestones. He or she should also overview the implementation ofengineering standards and procedures, and the operation of the project office and documentation.
Election procedures, terms of duty etc. will be specified in a separate governance document.

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3.4Work Packages

The design of CTA and the construction of prototypes will be divided into Work Packages (WPs)
which are to a significant extent self-contained. WPs may be terminated, added or redefined by
the CB as appropriate in the course of the CTA Design Study.
Work within a WP is coordinated by a WP Coordinator, within the scope of the WP definition, as
defined in a WP work plan and following specific guidelines and requests by the CB and the EB.
The WP Coordinator represents the WP in the EB and reports to the CB and the EB.
WP Coordinators shall be appointed by the CB, in agreement with the Parties involved in a WP.
WPs may internally appoint deputy coordinators as appropriate, in agreement the Parties involvedin a WP.
The initial definition of WPs and WP Coordinators is given in Appendix B.
3.5

Working procedures and decisions

Decisions shall be taken at the lowest appropriate level, i.e. in the WPs, where possible. Major
decisions, in particular all those with impact beyond the immediate scope of the WP, shall be
prepared, and proposed, by the WP Coordinators to be discussed in the EB. Depending on thescope and urgency of the issue, decisions shall be taken in the EB, or brought forward to the CB.
When taking a decision, the WP, the EB, or the CB may require a review. Depending on thescope of the decision, referees can be members of the Consortium, members of the Advisory
Board, or ad-hoc appointed external experts.
4

Contributions, responsibilities, and resource management

4.1

Personnel matters

The employees of each Party shall retain the status they originally had; their organisation ofaffiliation shall retain its duties as employer, and pay and manage this person pursuant to theapplicable legislation and internal policies.
Each Party will facilitate the movement and stay of personnel from other Parties in its ownlaboratories and to the experiment site(s).
Each Party will encourage local recruitment, supported if necessary, by training actions.
4.2

Management of funds

The funds linked to the completion of the technical and scientific contributions by the Parties of
the Consortium shall be directly allocated and managed by their relevant authority.
When a Party bears the expenses for joint items, this Party will invoice the other Parties
according to fraction of cost decided by the CB.
In case of contracts concerning multiple Parties or the whole Consortium, to be signed with third
persons, as notably scientific programme collaborations, European contracts, Party specificcommitments or other financial contracts, the CB shall designate, case by case, the Party duly
mandated to sign them in the name of the Parties.

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A common fund may be established to support common expenses, with contributions sharedaccording to the number of participants from a given institution. The CB appoints a Party
administering the common fund, and approves its use for specific items.
4.3

Funding applications

Funding applications requesting funding for CTA-related work by a Party or a combination ofParties have to be coordinated with the Spokesperson and the EB prior to submission of theapplication.
4.4

Ownership of equipment

The Parties shall remain the owner of the equipment and material they provide towards theconstruction of monitoring equipment or prototypes.
The Parties shall place without charge this material and equipment at the disposal for the durationof this Memorandum. Parties as owners of equipment and material will warrant its proper
operation and compliance with safety and use standards pursuant to their national law and to lawsof the country where the equipment is located, and will provide the relevant documentation. Each
Party is in general responsible for the maintenance and repair of the components which it has
provided, including necessary materials and equipment.
In the case of withdrawal, the concerned Party shall leave, unless otherwise agreed, theequipment at the disposal of the others Parties, under conditions to be defined in a specificagreement.
4.5

Dismantling

In case of obsolescence of some elements of the equipment or on specific request of the CB or at
this end of this MoU, each Party shall be responsible for the dismantling and the removal of its
equipment unless otherwise unanimously agreed.
5 Intellectual property
In the context of the Design Study program, each Party shall be entitled to use for its own
purposes any acquired knowledge, whether patentable or not, as well as any expertise developed
during the manufacture of components. The institute agrees to make accessible to all partners of
the collaboration without cost all these results that it obtained in connection with its work on the
CTA instrument, for use within the project.
Experimental data as well as standard utilities for data analysis and simulation are available
without restrictions to all Parties.
New results or views presented in papers, conference contributions, seminars, web pages etc. orin contacts with the media need to be presented to, and agreed upon by the Consortium prior to
public presentation. Detailed rules concerning authorship on publications, presentations atconferences etc. will be specified in a separate document.
The authors of publications shall remain subject to the rules of their respective employer.

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If a patentable invention or a virtually profitable technique is developed by one of the Parties in
the context of the Consortium, the others shall be informed thereof in order to decide on theappropriate ownership. Pending such decision, the Parties will refrain from action that would
prejudice patent-taking or licensing.
6 Liability
The Parties of the Consortium will be mutually liable only for damage done intentionally or
through gross negligence by their own employees of other persons working under their
responsibility, against persons or property of other Parties of the Consortium.
7 Change of Consortium membership
It is anticipated that the Consortium will grow towards the realization of the CTA facility.
Depending on national funding decisions, Parties of the Consortium may also wish to or beforced to leave the Consortium.
7.1

New parties

In case of admission of new Party, the CB shall define the conditions of admission. Any
admission shall be stated in an amendment.
7.2

Leaving the consortium

A Party or tnstitute may withdraw its support for this agreement by giving not less than a one
year written notice to the Consortium. Requests of parties to leave the CTA Consortium areaddressed to the Spokesperson and the CB who should take care of the fact that, before leaving,
the respective party endeavours to make sure that their responsibilities are taken over by othermembers of the Consortium.
8 Duration
The Memorandum concerning the design study remains valid until extended or superseded by anagreement relating to the construction operation of prototypes telescopes, or the construction of
CTA, unless denounced by Parties holding at least 2/3 of the votes.
9 Amendment
This agreement and its annexes may be amended at any time. An amendment becomes effective
when signed by Parties holding at least at least 2/3 of the votes.
10 Effective datetbd
11 Legal status
Nothing in this Agreement shall create a partnership or agency among the Parties or any of them.
12 Disputes
All disputes or differences arising from this Memorandum which cannot be amicably resolved by
the CB shall be finally settled through arbitration under the Rules of Arbitration of theInternational Chamber of Commerce (ICC).

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The arbitration award shall be final and binding upon the Parties, not subject to appeal, andhonoured by the Parties without having resort to any court.